Surrender is Not an Option
by SParkie96
Summary: Based on the Omniverse Episode "Arrested Development". What if Billy Billions hadn't lost control of the Dimension 12 Robots? What if Ben and Rook were stuck as eleven year old versions of themselves? Ben gets captured by Billy's robot babysitter during the fight and is taken hostage. Full Summary inside. Slight Ben/Billy. Rated T-M.


**Surrender is Not an Option**

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**Summary: ****Based on the Omniverse Episode "Arrested Development". What if Billy Billions hadn't lost control of the Dimension 12 Robots? What if Ben and Rook were stuck as eleven year old versions of themselves? Ben gets captured by Billy's robot babysitter during the fight and is taken hostage. With Earth's mightiest hero captured, Billy moves on to the second step of his plan: World Domination. Slight Ben/Billy. **

**Author's Note:** **Decided to write this because there could've been so much more added on to the episode (But not necessarily in the way that I'm currently working :P ) I just think they could've done so much more with Billy Billions and the episode itself. Don't get me wrong, I love the Omniverse Arc (because it's Ben 10 with Transformers Animated Animation), but it could still use some work. **

**Disclaimer: I don't own Ben 10 or anything in the franchise.**

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**Billions Towers Bellwood**

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A skull splitting headache was the first thing that registered through Ben Tennyson's mind. The brunette groaned in pain. What the hell happened? He slowly opened his eyes to check his surroundings. He immediately was greeted by a blinding white light, causing the hero to shut his eyes once again. Ugh, did that hurt his head even more. The sight of the light nauseated him, making him feel sick, tired, and weaker than he already felt. When he went to attempt to hold his head, but found his hands restrained. Ben looked opened his eyes again, blinking away the pain as he looked down at his hands. He was laying down on a metal examination table, wrists and ankles tied down with leather straps.

He gasped when he saw that the Omnitrix was missing from his left wrist. What had happened? Where was the watch? The last thing the boy could remember was fighting Billy Billions and his Dimension 12 robots. He also remembered being turned into an eleven year old again and yelling for Rook, and then heard a loud crashing sound and when everything had suddenly gone dark.

Once his eyes properly adjusted to the bright light, he took in his surroundings. It looked like he was in some type of Infirmary, maybe even a laboratory. He then inspected himself. He was laying down on a table, strapped down, and clad in a medical gown. There were IVs in the arm that no longer held his Omnitrix. Judging by how close his feet were under the white sheet that covered him, he was still eleven years old.

Had he gotten hurt during the battle? Brought back to Plumber Headquarters to be helped? He didn't feel hurt or see any wounds on his arms. If so, why was he restrained and why did they take his Omnitrix? Then again, he had been in the Plumber Infirmary. This wasn't their Infirmary. This one didn't have the chrome walls and Alien Tech. This room was a sterile white color with normal looking hospital machines, soothing classical music played throughout the room in the background. What the hell was going on?! Where was he? Ben felt like he was about to have an a nervous breakdown. Where the hell was everyone?

As though on cue, he heard a door open behind him. He attempted to move his head to look, but found it difficult with the overly fluffed pillows under his head. He heard some mechanical sounds. The being was most likely robotic. But the sound of someone breathing made him curious, hearing another set of footsteps. So, two beings then? One robot, one human. Hopefully, beings who would let him go.

"So, how's our patient doing today?" a familiar voice asked.

Then again, maybe they wouldn't let him go. He flinched as someone slammed the table that he was currently laying on. Said someone being Billy Billions, who had been accompanied by his robot "babysitter", Mazuma. Ben grunted as Billy spun the table around manically, singing some demented song about how "Ben Lost" and "Billy Won". The brunette grew dizzy, half-tempted to yack all over his supposed rival. The billionaire stopped and hopped up on to the table, leaning over the dizzy brunette.

Billy's inane chuckling ceased, "You're probably wondering why you're here, Benny Boy."

Ben groaned, "I'm guessing it's not for a play-date." he responded, focusing his vision on the boy towering over him.

"Well, close, but no dice. You're here to watch as my ultimate plan unfolds. I plan to use your watch's power to take over the world!" Billy exclaimed dramatically.

The brunette rolled his bright green eyes, "Yawn! Like that hasn't been attempted before. Let me guess, you're going to raise an alien army against the World's Leaders, threaten them a bit, and have them kissing your feet and make you the "Supreme King of the World" or something dumb like that."

Billy looked at him with a blank face before bursting out laughing. Ben looked up at the other in confusion. What the hell was he laughing about? Didn't Ben just reveal his plan? The rich boy's laughter died down to chuckles, as he wiped away an imaginary tear.

"Oh! Oh! That's a good one, Benji! But it's overplayed, like you said. No, I plan on unleashing my robots on to the world and taking it over that way. I'm already rich, I don't need to be King. I'll still rule, but I'll just be richer than everyone else." Billy explained.

"Then, why am I here? Why do you need the Omnitrix?" Ben asked in confusion.

"The Omnitrix was removed to prevent you from escaping. You're here to watch as you lose everyone you loved and cared about. Watch as the people you tried to protect fall under my power, blaming their precious hero for not saving them. I'll be there to offer them salvation when they beg for it, making me their hero. Making me better than you! And soon, even you'll want me too." Billy said, leaning in so close, Ben could feel the other's breath brush his face.

"You're insane. The Plumbers will stop you." Ben said.

"The Space Police? Psh, please. They can't even figure out that I have my computers hacking their servers and stealing all of their information. Strategies and all. Soon, I'll have total control of all of their weapons, tanks, and technology. And they'll be defenseless,"

"No," Ben whispered,

Billy inched closer, "Vulnerable,"

"No."

Closer, "And powerless."

"No!"

"Just. Like. You." Billy finished, closing the distance between them.

Ben's eyes widened in disgust as the other placed his lips on to his own, kissing him lightly. He felt the other's tongue at his lips, prompting the brunette to bite down on the offending organ. Billy yelped and pulled away quickly, holding his mouth. Ben felt the other's blood on his mouth. Billy growled and backhanded the brunette, causing the other's head to whip to the side. The green eyed boy glared up at the other defiantly, growling,

"They'll never be powerless. Not as long as I keep fighting. I won't let you get away with this, Billions. I won't surrender to a jealous punk like you."

Billy released his jaw, smirking down at the other, "We'll see."

And with that, Billy snapped his fingers, a gesture stating that he and Mazuma could go now. That they were done here.

For now.

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**I know, it's probably a really lame start. I'll be working on this as well as my other fics. On another note, am I the only one who thinks Billy is a rich, human version of Klarion the Witch Boy? I mean, seriously! He's even spoiled and has the damned devil curls on his head! You can't tell me that there's not a couple DC Fans working on the Ben 10 team. Anyway, feedback would be much appreciated. Constructive Criticism only. **


End file.
